0001204459-12-001742 Sample Contracts

Contract
Private Placement Subscription Agreement • July 30th, 2012 • Enertopia Corp. • Metal mining • British Columbia

THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT (THE "SUBSCRIPTION AGREEMENT") RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT").

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SHARE PURCHASE AGREEMENT
Share Purchase Agreement • July 30th, 2012 • Enertopia Corp. • Metal mining • British Columbia

ENERTOPIA CORP., a corporation existing under the laws of the State of Nevada with its executive office at 950 – 1130 W Pender St, Vancouver, British Columbia, Canada.

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